Ben 10: Earth's Mightiest Heroes
by Firestorm808
Summary: As a spin-off to Ben 10: Justice Incarnate, Ben is sent to the world of Earth's Mightiest Heroes! With political and cosmic danger on the rise, it's up to Ben and the Marvel heroes to set things straight. (Tying up loose plot holes. Connecting various other Marvel shows. Cover image from Promsien. Not a suicidal Ben introduction! Original opening!)
1. Arrival

**Summary:** Stranded in an unknown world, Ben must fulfill his destiny here and change history for the better.

 **A/N:**

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 **Since this story is a spin-off of Ben 10: Justice Incarnate, those who have already read the start of that can skip to Chapter 2.**

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Chapter 1: Arrival

It has been five years since the incident with Diagon, Vilgax, Sir George, and the war between the Forever Knights and the Esoterica. At the time, Ben had proven his development into a proper young adult. As a sign of approval, Azmuth had gifted Ben with a brand new Omnitrix. The Ultimatix was after all in Azmuth's word's "an inferior copy." Instead of a gauntlet, the new Omnitrix was much sleeker than the Ultimatrix, as it was now only slightly larger than an average wristwatch as opposed to being a large gauntlet. The new Omnitrix resembles a wristwatch. Its faceplate is now square instead of round and has a white and green color scheme. The faceplate is black with two green stripes forming an outline for the hourglass of the intergalactic peace symbol. When the faceplate is slid back, the Omnitrix's core is revealed. Ben was ecstatic that Azmuth trusted him with the final product of one of his greatest creations. This began a new dawn in his hero career.

He continued to fulfill all of his social roles as a family member, friend, and boyfriend. Ben and Gwen were able to graduate from their local high thanks to a mutual understanding of the duo's responsibilities. They were both given extensions in their school work thanks to Grandpa Max's position in the Plumber's. Max made sure that Ben and Gwen were only brought in only when necessary, and both of their parents made sure that they were not skipping out on schoolwork. The parents knew they were heroes, but they didn't want them to be high school dropouts. Gwen graduated with honors, and Ben graduated within the top twenty. Soon after, they went to different colleges. Ben wanted to continue hero work, but he promised his parents that he would make it into his full career after graduating from college. He attended a local university to at least get his Criminal Justice degree. Gwen, on the other hand, fulfilled her childhood goal of attending an Ivy League school. Friedkin University is where Gwen studies the mystic arts. It is located east of Bellwood, and it is the best Ivy League college among all the colleges around Bellwood. Given the fact that Ben 10,000 was able to perform some magic, Ben had asked Gwen to help him in that area.

Ben had also spent the last three years doing some part-time Plumber work with his new partner Rook during breaks. After many exciting adventures, he unlocked new aliens and sharpened his combat and mental skills at the Plumber Academy. In honor of Ben's eighteenth birthday, Azmuth gave a software update to his Omnitrix. This added new features and improved old ones. Initially, Azmuth believed that the evolutionary feature that Albedo previously developed was asking for trouble. Then again, he made a sword and watch that could allow a being to conquer galaxies. In the end, it all comes down to how power is used and how stable the power is. Azmuth is well-regarded as the smartest being in the universe. He is often referred to by his Galvan peers as the "First Thinker". Along with his intelligence, Azmuth is gifted with years of experience and knowledge. It was obvious that if anyone could improve the evolutionary function it would be Azmuth, and he did.

One of the initial problems of the evolutionary function is the lack of safeguards in the evolutionary process. Previously, the ultimate forms in the Omnitrix became unstable and sentient, and they tried to escape while possibly trying to kill Ben in the process. Another problem was the issue of a stable mental state. The evolution feature worked by placing the selected species in a simulation, right down to the DNA, for an extended period of time, about a million years or so, in what is described as a "worst-case scenario"; the actual DNA is then simply modified to match the new DNA. This survival of the fittest routine explains why the evolutions are more combat-centered than their normal forms. One would assume that a species spending a million years in 'hell' could cause possible mental problems. The new safeguards Azmuth placed in would slow the development of evolved DNA. Each genome would be analyzed to meet Azmuth's requirements before the form would be allowed for use.

Earth had changed a lot in the last several years. Things had finally calmed down not only on Earth but throughout most of the universe. The Plumbers, an intergalactic police force dedicated to preserving peace throughout the cosmos, had been granted powerful new technologies developed by the Galvan.

New weapons, new armor; basically, everything they needed to combat threats that previously required the aid of Ben and his team. Azmuth made sure to regulate the level of technology that is distributed in the organization; in fact, he was made the leader of research and development. The Plumbers would be well equipped to handle low to mid-level threats, but the Tennyson family would be on call whenever extreme danger arrived which was not often.

Ben was mature enough to know this change was a good thing. There was peace, crime was down, and life was good. But still, there was a part of him that missed turning into an alien every day and fighting some criminal or giant monster. He didn't do any of his heroics for the fame; or at least, not anymore he didn't. He really enjoys the feeling of helping others. Ben even got back into soccer along with other hobbies.

With the new-found peace, Ben is better able to strengthen his social bonds. He kept close ties with his best friend Kevin and his family. His relationship with Julie Yamamoto only strengthened thanks to the peace. They were finally able to spend quality time together without the worry of danger interrupting them as much. In fact, both of them attended university together. Ben and Julie moved in together in an apartment not far from campus. Luckily, they were still able to keep Ship as their pet. Julie continued to pursue a career as a professional tennis player, and Ben fully supported her. He did anything he could to keep her happy. After the situation with Esoterica, Ben knew that he had to be more supportive, considerate, and understanding. They shared a very loving and intimate relationship. All in all, life was good.

 **Five years after Diagon**

 **Women's Tennis Association (WTA) Tour Finals**

Ben, Kevin, Gwen, Ship, and Zed are currently spectating Julie in the last match of the tournament. Ship was lying on Ben's lap while Zed was curled up against Kevin's leg. Winning this tournament would be a big step in Julie's career. The final match is between Julie Yamamoto and Donna Vekic. So far, the first two sets have led to a tie, and the score has Julie at an advantage. In order to win the match, Julie has to score one more point.

"The game is cutting really close. Do you think she can win Ben?" Gwen asked.

"She's been practicing for months. I know she can do this. I have faith in her." His eyes were full of confidence toward Julie.

"Ship, Ship," Ship 'said.'

"That's nice to hear coming from you Tennyson" Kevin commented.

"I'm not the same guy as before, and today is gonna be a big milestone for us," Ben said as he kept watching the match.

"I know. It's so sweet that you guys have been together for six years today," Gwen commented.

"I have you to thank for all this, Gwen. You made this all possible when you helped me ask her out to the pier."

"Which you ended up wrecking," Kevin remarked.

"Ship…" Ship 'said' in a much lower and embarrassed tone.

Ben cringed at that memory of the date, sighed, and smiled. "I'll be honest. It could have gone better, but it all worked out in the end. An alien was saved, we met Ship, and Julie and I walked home safe and sound." He began to stroke Ship's head as ship purred.

"While walking a few miles home isn't the most romantic, it did let you get closer. I saw you two walk past my house holding hands," Gwen replied with a slightly teasing smile.

Ben blushed and rubbed the back of his head. "Yeah, I remember that. When I escorted her to her house, her dad gave me a menacing glare for bringing her home the next morning. I ended up getting interrogated to find out what exactly happened. Luckily, Julie was there to confirm my lie that the car broke down, and we got lost. He was suspicious, but in the end, all he cared about was that Julie was safe. When I got home, I ended up having an awkward conversation about my innocence, 'feelings' with girls, and safety." He let out a sigh on that memory.

Kevin tried to hold in his laugh until Gwen elbowed her boyfriend to get him to stop, and she pointed toward the court.

It is Julie's turn to serve, and Donna is on the other side in a ready stance. Julie bounces the tennis ball twice, throws the ball up, and swings an overhand serve. Julie runs toward the center in order to prepare a counter. The ball soars to the other side as Donna runs toward the target. The ball bounces once, and just as it was going to make its second bounce, Donna stretches her racket arm just in time to underhand swing the ball back to Julie's court. The awkward body movement made her stumble a bit. Julie was prepared for that, and she easily knocked the ball to the opposite end of the court where Donna was. It landed just before the line, and Donna couldn't make it in time, scoring the winning point for Julie.

"The tournament is over, and we have a winner! A first-time winner, Julie Yamamoto. Congratulations on your victory." Yelled the announcer.

Julie walked toward Donna and shook her hand. "Good game."

Donna took a deep breath. "You too." She said while also giving a congratulatory hug.

Julie beamed a smile toward the crowd, taking in her hard-earned victory. The announcer walked up to Julie and said, "Julie you are now the new WTA champion. What do you have to say to everyone out there."

"I want to thank all of my friends and family. I especially want to thank my boyfriend of six years, Ben Tennyson. He supported me in my dream, meeting him is one of the best moments of my life. I love you."

Ben jumped from the stands and ran to his girlfriend and the announcer. He wrapped her in his arms and kissed her tender lips. They both had a blush, but Ben continued. "I love you too Julie. Congratulations for winning. I knew you could do it."

"You were with me every step of the way. I could always count on you."

"Thanks, but there's something important that I have to ask you"

"Anything Ben"

The announcer stepped off to the side while still maintaining camera view and audio of the conversation.

Ben got down on one knee.

Julie, Gwen, the announcer, and all the women in the crowded covered their mouths in expectation.

"The life of a superhero is filled with danger, adventure, and excitement; however, I want to spend every moment of it with you by my side." He proceeds to pull out a small black box from his back pocket. He holds it in one hand and opens it with the other, revealing a gold ring with a large taydenite gem in the center. "Will you marry me?"

The crowd swoons at the proposal.

"Oh my god!" Julie immediately broke into tears of joy at what was happening to her.

Gwen was jumping up and down squealing in excitement while latching onto Kevin.

"We have it here first folks. The hero of Earth, Ben 10, has officially proposed to his longtime girlfriend," the announcer said to the camera.

'While I'm happy for you bro, you totally raised Gwen's expectations for me." He gave his best friend a big smile with a small sweatdrop.

"Ben! I can't believe this is happening!" She exclaimed with such enthusiasm and excitement.

"The world is waiting for your answer Julie," the announcer stated.

She takes a deep breath to calm her nerves. She opens her mouth, and just as she was about to give the obvious answer,

 **BTOOOM,** a large explosion occurred in the background.

While all of the civilians screamed in shock at the development, Ben had a different reaction.

Ben groaned in irritation and anger. "Why! Why! Why! Why now! Can't the universe see that I'm busy here!" He screamed into the sky. He sighed and looked at his love. "I'll be right back for your answer honey. I want this moment to be free of any more distractions." He turned toward the cameraman. "Keep the camera rolling, this would make an interesting family video in the future."

Julie blushed at what that statement implied. The thought of them together at home with a young baby sleeping her arms caused her to go completely red.

"Gwen, Kevin, I'll meet you there!" The two and Zed ran toward the site. The faceplate of the Omnitrix opened, and Ben began scrolling through his aliens. He found the right one. "It's hero time!" He slammed down on the core, instantly transforming him in a flash of emerald green light. What replaced him was a blue-skinned, green-eyed, semi-armored Velociraptor wearing a helmet that is black, long, elliptical, and pointed at the top. The creature had black wheels on his feet, five blue stripes on his tail, arms that ended in three-fingered hands, black lips, black facial markings, black rings around their eyes, and had the Omnitrix symbol on its chest. "XLR8!"

He looked at the camera and stated, "Gotta go fast!" and he proceeded to run to the battle. 'Always wanted to say that.'

 **Downtown Bellwood**

XLR8 finally reached the area which turned out to be the Plumber outpost in downtown. Gwen, Kevin, and Zed were currently assisting civilians outside of the danger zone. He zipped toward Gwen and Kevin and asked, "What's the current situation?"

Gwen turned to him and replied. "The civilians have all been moved, but the intruder is still inside."

XLR8 acknowledged. "Kevin and I will take point while you take our six and give support." Both nodded and the trio headed toward the outpost entrance. Ben pressed his Omnitrix symbol and released another burst of emerald light. XLR8 was replaced with a humanoid crystalline-rock being wearing a green and black jumpsuit with an Omnitrix belt buckle.

"Diamondhead. Not holding back, huh." Diamond head was one of the first aliens that Ben transformed into, and the form has become one of his favorites.

With a hint of anger and annoyance, he gave a devilish grin. "Whoever interrupted my marriage proposal is so going to pay for that." 'The world can interrupt my first date. It can ruin prom night. It can even crash my high school graduation. But interrupting a milestone in my life such as this crosses the line. "You guys ready?"

Gwen placed a reassuring hand on his shoulder. "We're a family Ben, we stick together no matter what."

"Consider this your early wedding gift from us," Kevin remarked and received another blow to his side.

"Don't worry Ben, after this is all over, I'll be picking out the present. Kevin will just be paying for it. Isn't that right babe?" Gwen gleamed a look to her boyfriend for approval. Kevin was such a softie for Gwen that even if he wore the pants in the relationship, Gwen would tell him when to put it on. Kevin simply nodded nervously.

'There's nothing worse than a woman scorned, especially if she's an Anodite.' Kevin remembered the time when he almost forgot their anniversary. Luckily, Ben was able to distract her long enough for Kevin to prepare everything. Kevin shook his head of these thoughts as he genuinely loved Gwen, and he would go through a lot just to be with her, even the fallout from his mistakes.

"Thanks. You guys are the best. Let's move out."

"Zed, stay. We'll take it from here," Kevin ordered.

"Bark."

 **Plumber Outpost**

The hallways to the facility were dimmed greatly. "Whoever broke in cut off all the power except the auxiliary." Gwen proceeded to raise the palm of her hand creating three purple glowing orbs of mana. She had the orbs lead the way about 10 feet ahead.

Kevin gave his thoughts on the situation. "If I remember correctly, the only systems that should be on right now are emergency lighting, life support, and high-level security. Many of the Plumbers stationed here escaped with minor to moderate injuries. The baddy is hostile. Does anyone know what this section housed? It might give us a clue on who we're dealing with." The other two shrugged as both had no clue. Most of the time, they had to deal with off-planet issues. It was easier to allow the Earth Plumbers to manage the local stations. The group came across a computer terminal in what appeared to be the receptionist area. Kevin logged in with his Plumber authorization. "From the looks of it, this facility was in charge of storing confiscated items until disposal transport."

"I have a bad feeling that today is going to be one of those days," Gwen resigned.

Ben let out a sigh. "Great just what I need. Even more drama… with the possibility of big explosions."

 **5 Minutes Later**

They heard a loud crash, and Diamondhead's hulking crystal figure speed up to the sound, with Gwen and Kevin following suit. Diamondhead reached a level 8 security door with a giant hole cut out. Alarms were going off signaling said break-in. He whistled at the sight. Gwen and Kevin caught up and gave a similar response.

Kevin stepped forward and examined the metal door. "It's coltan. Whoever did this was able to heat this up to the melting point at about 3000 degrees Celsius."

Diamondhead replied."We're getting close. Keep an eye out." After they went through the hole in the security door, they saw that the walls were lined with security boxes. "Wow. Look at all this. These must have been here for years."

Kevin offered an explanation. "Due to the amount of paperwork in order to dismantle contraband, Plumbers tend to keep them in storage for much longer than intended."

Gwen stopped. "Wait. Do you hear that?"

"Yeah. It's this way!" Kevin exclaimed as he ran toward the source.

 ***BTOOOM***

A door flew off of its hinges revealing a helmeted figure in a black cloak with purple lining.

"Well, if it isn't the pest, himself: Ben Tennyson and company. What an unpleasant surprise."

"Yeah, and it's all cinnamon and spice for us seeing you, Eon," Diamondhead stated sarcastically.

"What are you even doing here?" Gwen demanded.

"Uh... isn't he stealing confiscated alien tech?" Kevin whispered to his girlfriend. Gwen sweatdropped as the answer to her question was pretty obvious.

In an attempt to salvage herself, she whispered, "It was a rhetorical question."

"What could you possibly want from here anyway?" Diamondhead cut in.

"Ah, but telling you would be too easy. As they say, it's for me to know and for you to find out. Now it's time that I get going." Eon reached into his pocket, grabbed a remote, and pressed a button. "Why don't I introduce you to my entourage while I continue on with without you people in the way?" Eon stepped aside, revealing approaching figures. As they left the shadows, it was clear who the enemies were: Techadon robots. "These five have been custom made to hold you off. Ta ta." The Techadons jumped and landed in front of the team.

The Alien Force took their battle stances, and Ben looked towards the retreating figure and said, "Just you wait, Eon. Once we finish these tin cans, I'll be coming after you."

"Yes. Yes. Whatever you say. I have much work to do" Eon ran off into the shadows.

"Let's get this over with." Kevin absorbed the steel from a support beam, and Gwen charged up her hands.

The room turned into an all-out brawl. It didn't take long for them to breakthrough several walls to bring the fight outside.

Diamond held off the machine and glanced at the others. Gwen and Kevin were doing well holding off one Techadon each, but the two extras were pushing them back. "Looks like we're gonna have to even the odds." Diamondhead punched the machine straight at the chest pushing it back about 20 feet. Diamond pressed the Omnitrix symbol on his check, and he was once again engulfed in emerald light. When the light show ended, a small white humanoid stood. One of his most noticeable features is a square appendage resembling an MP3 player behind his back with a port on it. The port was decorated with a 10 symbol, and he had what looks like cassette tapes on his lower legs. He apparently wore a pair of headphones around his head, and he has green circle-shaped indents on the back of his hands. The inside of his mouth is green with lines that give it the appearance of an amplifier. "ECHO ECHO!" His voice sounded high-pitched and electronic.

He immediately split into three copies. "Help the others."

"Got it," the two said in sync and ran off.

Echo Echo faced the staggered robot and glared. "Wall…." He split into three copies. "of…" The three turned into nine. "Sound!" All nine copies reverberated the last word in sync of one another. The sound waves amplified each other into a huge single devastating blow through constructive interference. The Techadon was still standing, but it was sparking in places. 'Thank you, physics.' Echo Echo thought.

 **Meanwhile**

"Lay off the family rust buckets!" The two Echo Echos attracted the attention of the two extra Techadons. The two Echo Echos nodded at each other and stood at opposite sides of the robots. "Echo Chamber!" In a flash, the two robots were surrounded by copies, bearing down the force of multiple amplified sonic attacks and sparking like the others.

Suddenly, the Techadons grabbed Gwen and Kevin and pinned them down. The remaining three grabbed onto the Echos. "Ben!"

"Hey, let us go you oversized action figures!" They yelled in unison.

"Yes. Thank you for the distraction, my minions. I have finally completed the device."

"What's it going to do? Destroy me? Just like every other time, someone tried that on me?" Echo Echo said sarcastically.

"As much as I would love to destroy you, I believe that I have found a much better solution to prevent your further hindrance." A machine with a large ring is wheeled into view. "Through my many travels, I have seen many many alternate timelines when I have battled the Tennysons and the Omnitrix." His eye made a quick glance at Gwen before turning his attention back to Ben

Echo Echo didn't know why he used his family name, so he pushed the thought to the back of his mind. "So? That just means I'll always be there to kick your butt one way or another." He replied in a mocking tone.

"That's where you're wrong. I know that I can't kill you." He looked at the Omnitrix symbol remembering the Omniverse timeline. Echo Echo gave a confused look. "Since I can't do that, I'll just have to move you." Eon pressed a button on his wrist, and the device lit up and activated. Inside the ring was a distortion of colors. "It brings me great pleasure that I have the opportunity to cast you out, forever lost within the expanding multiverse."

"What!?" Gwen and Kevin called out.

"How is that even possible for you? I thought you could only move through time." Gwen still struggling to get free.

"Ah. Yes. I still haven't gotten to that part yet." He turned back to ben and asked, "Do you remember that interview you had a couple years ago?"

Echo Echo thought back and figured out what he was talking about. He really hoped it wasn't true. "Yes," he said reluctantly.

"You disappeared on national television, so it was obvious for me to find out about your...predicament."

"What did you do?!" Echo Echo shouted. He knew he was referring to the time he went into Rex's Earth, but what happened while he was gone.

"While you were on the other side of that thing doing who knows what, I decided to do a little digging. That little light show that appeared was an event horizon. The energy particles were able to tear through the boundaries of the multiverse. I tried to close the anomaly before you could return to no avail. That was when I realized that this was my opportunity to get rid of you. I just needed to bide my time to get the necessary equipment and set the trap."

The three Echo Echos struggled to get free from the robotic grips, but their small form didn't give them the necessary strength. "Don't make me do something I might regret Eon. Surrender now and maybe I won't punch you in the face."

Eon scoffed. "A tempting offer, but I must get started." He turned around to run some diagnostic checks.

The three Echo Echos looked at each other and nodded. 3...2...1

 **SCHREEEEEEECH**

Each Echo was aimed at a different target. Two were aimed at the two Techadons holding down Gwen and Kevin, and One was aimed right at Eon and the control panel.

"AAAAAHHHHHHH" Eon yelled in pain. He needed to get out of range, so he jumped away to safety as the console began to spark and the machine shutting down.

Gwen and Kevin were able to break free from the Techadon's holds, and they proceeded to bash their helmets in.

The three Echo Echos tried to blast sound waves at their captors, but they were able to shut him up. How? They shoved their fists into his mouths. Gross…

With Ben incapacitated and Gwen and Kevin still distracted, Eon needed to act fast. He ran to the console and pulled the manual override activating the machine once again. "I need you gone now!" The machine powered on, but something was off. It was too unstable, and it began to pull in the surroundings. "Goodbye Ben. I'll see you never." In an instant, Eon jumped out of the current timeline.

This was bad. The Techadons were still holding onto him, and he needed to get out. He never tried this move before, but now was a good time as any. The three Echo Echos closed their eyes and focused. Suddenly all three exploded into multiple clones, causing the robots to lose their grip.

The multiple clones unleashed multiple sonic attacks shattering the three robots to scrap. What the clones didn't know was that the pull of the machine was getting stronger. The Echos tried to run for it, but the pull was too strong. Some recombined, and then they became a line of 5 clones each hanging on to the other with one hanging onto a nearby railing.

"Somebody, stop this crazy thing!" all five of them screamed in sync. They couldn't focus enough to recombine.

"I'm slipping" the one at the far end yelled.

"Just hold on a little longer" the one-fourth in line yelled back.

Number five looked ahead to the struggling Echo slowly losing his grip on the railing. He looked back to copy number 4 "If the original is going to survive this and get married, we need to let go."

"Are you crazy? We can't do that. We don't know what's on the other side."

"We can't wait for the others any longer, and the pull is getting stronger."

"I don't want Julie to be a widow before she even gets married. I know I'm going to regret this but fine. The original is the priority."

"Follow my lead." Both clones let go allowing Echo prime to reaffirm his grip. The two flew through the air toward the hole. 5 gave a hard look at 4 and they both nodded. Both opened their mouths and unleashed a combined sonic attack at the ring. The machine began to break down, and the hole began to slowly shrink. Unfortunately, the pull was still strong. "Hopefully I'll see you on the other side. Stay safe" 5 saluted to 4.

"Who knows? Maybe we'll make it back home," 4 replied. They both smiled at each other as they both flew into the tear.

Seconds later the tear closed, and Echo Echo prime was finally able to let go and recombine. Gwen and Kevin made it back to Ben and saw the broken robots at the destroyed machine.

"What happened here, Ben?" Gwen asked.

Echo Echo pressed the symbol on his chest and reverted back to Ben. Ge had a somber expression. "I couldn't recombine and I couldn't hold onto all five of us. 2 of my clones decided to let go so I could live." He sat down to absorb today's events.

Gwen placed a hand on Ben's shoulder. "Ben, we can mourn their loss later. Don't let their sacrifice be in vain. You still haven't heard Julie's answer yet." Ben's expression perked up at the mention of Julie. They began walking back to the tournament to find Julie.

Kevin took his other shoulder. "Don't worry Ben. I'm sure they're in a better place."

 **Elsewhere**

Echo Echo opened his eyes as he feels a huge gust of wind blowing on his face. That's when he realized... he's falling from the sky.

"Oh geez! What the–?!" Echo Echo tried to say as he kept falling. He immediately slapped the Omnitrix symbol once again transformed. In place was a hulking, broad-shouldered alien covered in natural, yellow armor plating on his back, shoulders, and the backs of his arms. He was mostly white, with black on his upper half. He had four claws on both of his hands. This was Cannonbolt.

He rolls up to a ball and crashes on the ground, creating a sizable crater. He turns back to human form and lies down on the same crater. "Ow..." he muttered.

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 **Omnitrix DNA Entry:**

 **Name:** XLR8

 **Species:** Kineceleran

 **Home World:** Kinet

 **Powers and Abilities:**

Kinecelerans can manipulate friction to reach speeds of 500 mph within two seconds. No top speed has been recorded as of yet. This species can accelerate so quickly that time appears to completely stop. They also seem to think, act and react at superhuman speed as well, as he was able to think of a million combinations in a few seconds. They can deliver speed-enhanced attacks rapidly, such as excessively kicking or stabbing enemies with great speed and strength. This species has enhanced speed, agility, jumping, reflexes, recovery, strength, dexterity, and durability. They have sharp claws and a prehensile tail. They can also wall and water run, and create vortexes.

 **Name:** Diamondhead

 **Species:** Petrosapien

 **Home World:** Petropia

 **Powers and Abilities:**

Petrosapiens are composed of extremely thick organic green crystals. They have the ability to manipulate the atomic structure of their physiology at will and can control all crystals they generate. Being living prisms, Petrosapiens can refract light and beam-based weaponry, channeling them through their bodies and projecting them back at their source. Due to the natural density of crystal, Petrosapiens are extremely durable to physical impacts. Because of Petrosapiens are made out of organic crystals, Petrosapiens are immune to aging and time rays, as crystals do not age.

 **Name:** Echo Echo

 **Species:** Sonosarian

 **Home World:** Sonosaria

 **Powers and Abilities:**

Sonosarians are small, white aliens whose bodies are living amplifiers. They are actually living sonic waves contained in a suit made of silicon. Sonorosians can emit sonic screams that range from audible to ultrasonic frequencies. Sonorosians can duplicate themselves, like the Splixsons, but different in that the clones aren't linked in any way, allowing entire groups to be knocked out without harming the rest. Using their sonic screams, Sonorosians can use echolocation.

 **Name:** Cannonbolt

 **Species:** Arburian Pelarota

 **Home World:** Arburia (destroyed)

 **Powers and Abilities:**

Arburian Pelarotas have the ability to curl into a ball and, like a motorized wheel, roll at high speeds, ricochet, and bounce. This shell is highly durable, able to resist corrosive chemicals. Arburian Pelarotas have a high sense of balance. Arburian Pelarotas can contain fairly large objects within their spheroid form. An Arburian Pelarota's shell is resistant to acids and lava and can refract lasers. While rolled up, Arburian Pelarotas can survive a drop from space to Earth, with just minor amounts of pain from the impact received. Arburian Pelarotas are capable of rolling in a circular pattern to damage enemies, compressing themselves tightly and then releasing the pressure to create a sonic blast. Arburian Pelarotas are able to flop onto the ground to create a shockwave, as well as rotate quickly to generate a miniature tornado.

* * *

I want to **once again** let off some steam about most of the Ben 10 and Danny Phantom crossovers I have seen. I am sick and tired of the whole "I lost my family, so now I'm gonna kill myself" BS. It's been done to death.

One of the responses to the purpose of the cliche is:

 _"I feel they make Ben lose everyone he cares about to instill a sense of loss, something he hasn't experienced in any of the series: he's never lost a dear friend through his actions or something else. The closest he's had with this experience was with Magister Labrid (glossed over later) and Feedback (who returned, negating the loss). Even the closest he got to murdering someone close to him, when he decided to kill Kevin, involved him ultimately finding a way to cure him, though it did demonstrate a very, very rarely seen dark side to Ben: one that willingly to lie and kill to do what he feels is right. With these kind of stories where Ben loses everyone, or at the very least, someone very close to him, I feel the intention is to have Ben face inner demons, since the only real inner demon he has is with arrogance, and even then, it is usually kept in check by his heroic sides: stories that use the idea that he lost someone or everyone close to him gives him other, and certainly far more devastating personal demons, including grief, anger, fear, despair, and also provides genuine trauma. This allows for authors to give ideas on how Ben is affected by the grief in different ways: TheIncredibleMuffin (Ben 10: Unlimited) goes for a very realistic idea that while his pain had lessened after finding love in Kara and discovering that Verdona and Ship were alive, he still feels the pain of loss greatly, which came to a head during the Closure Arc, but since he has a family, that pain is more or less nearly gone, though Ken, his son, states that he was greatly upset, even sad, when he told him about Gwen, Kevin, and the others, but the fact he has gained a personality similar to his younger self shows he has, at the very least, come to terms with his emotions; Ultimate10 (Ultimate Fairy) deals more on Ben's grief and regrets when he is forced to constantly relieve Julie and Ship's brutal deaths at the hands of Vilgax during the Entrapment Arc, and his own desire to reunite with them, despite the fact the rest of Fairy Tail can help mend his heart, even making him a part of their family despite his lack of magic abilities, which only really resolves when Erza forces him to see that these voices and memories are nothing but part of an illusion, his own mind allowing itself to be tricked, which helps him overcome his grief and continue on, starting a romance with Erza; CaptainRex75 (Avenging 10) is more about the morally grey area of Marvel, but it still tackles Ben's problems with the death of his family, as his battle with Enchantress clearly shows he is ready to reunite with them, and his talks with Janet and Carol show he is hesitant to start a relationship with Carol out of fear that he will feel the same pain he felt when he had to watch Julie die in front of him, though he shows signs of improvement, since Eon's personal attack attempt fails, showing he is overcoming the deaths and moving on."_

However, those points are still BS. If you want the reader to really feel the sense of loss of a character, build the connection with the protagonist through the story instead of just straight at the beginning.

*Mocking and Sarcastic voice* "You know Ben's family and friends? Yeah, they all died by (insert tragedy here), and Ben feels really sad about it. So sad that he might kill himself. You the reader should relate to that pain that was just dropped on you at the start without any emotional build-up whatsoever. Now, he is going to another world where he will heal from this tragedy. Once he meets (insert franchise 2 protagonists here), he'll tell his entire life story for no real reason, and people will pity him. Boo hoo hoo..."

The reader cares when someone dies if, they have some sort of relation to him or her. There's a reason a lot of people cried when Snape and Dumbledore died in Harry Potter.

This Ben takes place in an alternate timeline to the canon Ben. Events from Omniverse will be used at my discretion. I mean really... Ben and Julie broke up over a video game phone call, and Ben became less mature than before. In addition, the retcon of Plumber's kids and Kevin sucked. For the record, character designs will be determined at my discretion. Some of the omniverse character redesigns are friggin ugly. Why does NRG have a damn handle on his head? Why does Echo Echo look like a deformed troll? I believe that using more pleasant character descriptions will help visualize the story better.

Since I plan on making the two series originally separate, I wanted to use an adapted version of the intro from _RWBBYVerse: Clash of Heroes by bcarandang1_.


	2. Dust Bowl Brawl

**A/N:**

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Chapter 2: Dust Bowl Brawl

 **10:23 am**

"Wake up Tennyson," a voice said.

"No Mom. I don't want to go to school today. I just want to stay home and bake cookies with you.

"Ugh… Benjamin K. Tennyson, you wake up this instant!" it yelled in annoyance.

"Aaaah." Ben woke up instantly to the yell.

"Finally," it said in relief.

It appeared that Ben was in the shade of a large plateau somewhere in a desert. Ben looked around for the source of the voice but found none. "Who said that?"

"I did," the voice replied back.

Ben looked at the Omnitrix in confusion. "What?" Suddenly, the faceplate opened up and projected a hologram of a small frog-like being.

"I've been trying to wake you for about an hour now." It sighed in relief.

Ben raised an eyebrow. "Azmuth? What are you doing here?"

"I'm not actually Azmuth. I'm the AI that runs the Omnitrix. Azmuth 10. Who do you think says all those indications to you?"

Ben just blinked. "I'm surprised about seeing an AI besides Eunice."

Azmuth 10 decided to explain. "The Omnitrix uses quantum computing to analyze all the DNA stored within along with monitoring the various functions. Azmuth couldn't trust any AI except one he made himself."

"So, why are you here now? You haven't shown up before."

"I was given this feature with the latest update you received. Whenever you lost connection to Primus, things tend to go poorly, so he allowed me to speak to you in such cases."

"Well, that's good because I happen to be in a bit of a pickle."

Azmuth sighed in annoyance. "What happened this time?"

Ben relayed the events prior to his arrival here.

"So you're one of the Sonosarian clones. Interesting."

"Interesting? What's that supposed to mean?"

"Remember when you split yourself using the Sonosarian DNA a while back."

"Yeah. I ended up causing trouble because of the different personalities."

"After you told me that, I was programmed to reduce mental side effects. At the moment, your mental state should be about equal to the originals. "

"Well, that sounds good. If we're able to get back home, do you think that we could recombine."

"I'm not so sure about that"

"Why?"

"Do you know how Sonosarians reproduce?"

Ben thought about Echo Echo. "Isn't the species just living sound in a suit?"

"Exactly. When Sonosarian clones are separated for long periods of time, their brain waves come out of sync. The clone becomes its own distinct consciousness. That's how they reproduce."

"So if I don't get home soon, I won't be able to recombine with the original Ben."

Azmuth nodded "That is correct."

Ben sighed in relief. "That's not too bad. I'm alive. He's alive. Not the worse thing to happen."

Azmuth smirked at the response. "I'm glad to see such optimism in our current situation."

Ben shrugged. "Since we're pretty much stuck here with no way back, we should probably look for civilization."

"Indeed. I may be able to help you in that regard. Raise the Omnitrix above your head."

Ben did as requested. The hologram turned off, and an energy emitted. Confused, Ben asked, "What was that?"

Azmuth began to explain. "I used a small pulse to locate large concentrations of sentient life. From where we are right now, their is a large city due west, but there are a few structures much closer. Due to the current environment, I highly recommend finding your bearings as well as some water and food."

Ben nodded. "Thanks for the help."

"I also report small traces of gamma radiation in the area"

"Radiation?! I'm not gonna grow another arm or get cancer am I?"

"There's no need to get worried, Ben. We are too far from the actual source for it to cause any damage."

"That's a relief, I guess."

"It's what I was made to do. If radiation levels become hazardous, safety protocols will be engaged. Call me again if you need further assistance."

"No problem." Azmuth closed the hologram function. 'Since I'm in the middle of nowhere, and it's still hours till nightfall, I better take the express path."

He scrolled through the watch and pressed the core. In a green flash, he became a yellow-armored alien. His head is similar to a Greek Corinthian helmet with two ears on it giving him the appearance of an armadillo. The most prominent features are the pistons in both arms.

" **Armodrillo!** " 'I hope this place has smoothies. It will be a long dig…' "Engage Lifeform lock."

" **Lifeform Lock Engaged** "

'Let's go.' Armodrillo jumps and begins digging his way across the wasteland.

 **Near the Las Vegas Strip (1 Hour After Arrival)**

The occasional car passed the dusty road leading to Sin City. However, the average driver and passengers paid no attention to the yellow creature bursting from the ground. "Ah, nothing like feeling the sun after crawling through the darkness." Seeing the road, he moved behind some large boulders and reverted to normal.

Azmuth's hologram projected from the Omnitrix. "If you had followed my directions, we would have made it here is less than thirty minutes."

"You know what they say, Azmuth. It's all about the journey rather than the destination."

"Yes, but if that destination has the necessary supplies to survive, it will be best to get there quickly."

Ben nodded. "Point taken. I could go for some food."

"I highly recommend that you find your bearings."

Ben raised a brow at the nearby sign with an amused smile. "Would you look at that?"

"What?"

"We're on Earth and in Las Vegas. Sin City. The place of rags to riches and sometimes the other way around too."

"I take it that you've been here before?"

"Yeah. Back home, Kevin and I came here after my eighteenth birthday. I'm glad that they lowered the gambling age. We made a killing, figuratively speaking."

"You have a plan for acquiring funds for residence?"

"Yup. Right after we stop by to 'take care' of our paperwork, I'll take care of our starting money and work our way from there."

"Should I ask where this starting money is coming from?"

"I'd rather not describe it, but I will say that I'm gonna need some popcorn. Good thing I always keep cash on hand. Hopefully, this Earth has the same presidents."

 **Two Days Later at Mirage Hotel and Casino**

A silver-haired woman sat at the poker machines, tapping away. Sadly, luck just wasn't on her side. A few feet away from her, a young man played, and the device paid out. It happened numerous times before she took an interest. "Looks like you got a loose one." She got up and slid into the seat next to him.

Ben looked up and smiled. "In this case, there's no such thing," he said.

She raised an amused brow. "What do you mean?"

"These machines run on random number generators." Ben tapped at his temple. "No brain, no bias. Technically, they are the best odds in the house though."

A wry smile appeared on her face. "I always thought Craps had the best odds," she said.

Ben slowly nodded before he focused on the machine in front of him. "True, poker odds are slightly worse at .7%, but if you apply simple strategy and mathematics and always draw for the royal flush, you can push those odds to 2%."

"Look at you, Mr. Highroller," she complimented. "How did you learn all that?"

"A friend of mine was interested in beating the house in the least inconspicuous way possible. He was trying to earn quick money for his girlfriend's anniversary. By the way, I never caught your name?"

"Pardon my manners. I'm Silver, Silver Sablinova." She held out her gloved hand tipped downward.

"A pleasure, Miss Sablinova." He held her hand gently and gave it a light kiss. "I'm Ben, Ben Tennyson."

"A man with manners is certainly hard to find these days. You've certainly caught my interest."

 **Meanwhile at Army Command**

"Report, soldier," ordered General Ross.

The lackey replied, "Local police reported that a man fitting the description was sighted. They pursued but lost him."

The general's eyes narrowed. "It's him. The Hulk is in Vegas. Radio Samson at the Cube. Tell him to get a containment cell ready."

"Uh, General Ross, sir," another soldier called. "Why would Dr. Banner come here? He's stayed away from populated places for months now. He's stayed out of the country. Why come back now?"

Ross shook his head. "Right now, I don't know, and I don't care. We can get all the answers we want when he's locked away."

 **Highway 99 (1 Day Later)**

A crimson Nissan 370Z sped down the open road. "See, Azmuth. I told you that Vegas was a good idea."

Azmuth's hologram on the dashboard rolled his eyes. "I never doubted that you would achieve your goal. Although, I must ask. Where are you headed?"

"I'm considering making a little road trip before settling somewhere on the east coast."

"I see. Also, I'm surprised that you picked up that hitchhiker about an hour ago."

"What can I say? The guy looked so thin and ragged. When he said that he needed a ride to a diner up the road, it seemed harmless. Besides-" Ben was cut off by silver and green behemoths jumping in front of his car. He narrowly braked and slid out of the way before they jumped off again. Taking a minute to breathe, Ben asked, "What the heck was that?"

"I'm not sure, but one thing is certain. The two are generating large amounts of Gamma radiation."

Ben sighed. "Looks like we're taking a detour."

 **Monument Valley (10 Minutes Later)**

"HB-1 to Command. Target is in sight. It's touching down in Monument Valley. We are en route."

Two beings flew through the air as the green one smacked the silver one with the Las Vega sign. They crashed into the ground leaving a large crater behind. The silver man turned back into flesh, but he began absorbing the desert sand. To stabilize himself, he raced for the metal sign, becoming metallic blue. Immediately after, the green Hulk sent a fist right into his gut, leaving a fist indentation. He quickly repaired the damage. "Everything they said about you in the Cube was true. You've gone soft. " The metallic man proceeded to knock the Hulk around. "Is that it? Are you trying to be some kind of hero? Is that why you took us out here, to protect people? Well, I've got news for you, Hulk. Those people you're protecting, they think you're more of a monster than me!"

The Absorbing Man sent another fist only for the Hulk to catch and crush it. The Hulk then headbutted him several meters. Finally, he launched the blue being into the air with a seismic stomp and sucked punched him into the nearby plateau.

The Absorbing Man got back to his feet, standing in front of the Hulk. "Idiot monster. I can absorb anything, even rock." His body changed to the surrounding sandstone.

The Hulk only grinned before he blew his left arm into rubble. His opponent cowered in fear. "Hulk smash rock, Einstein."

Backing into the plateau, Absorbing Man pleaded, "Wait! Wait! You can't do this!"

Hulk grabbed him by the face. He slammed the rock man into the ground. "Watch me." Suddenly a strange beeping led their eyes to a missile headed right for them. An explosion rocked the entire area, launching both parties away. The Hulk was relatively okay, nothing severe. The Absorbing Man, however, was left as just a rock head.

As the Hulk stood up, another figure jumped onto the scene and looked at the Hulk. "Finally, made it. Now, what the heck is going on here?"

Hulk looked away from the reptilian man and glared a the oncoming machines. "Ross..."

"Ross? Who the heck is Ross? You're not a bad guy are you?"

Hulk scoffed. "Don't know you, but long story short, army general takes people like us and turns them into weapons."

"Ah…" Humungousaur glared at the oncoming army. 'Just like that scientist on Malacor.' Humungousaur's eyes drifted and widened at the severed head. "Please tell me you didn't kill that guy?"

Hulk raised a brow. "Him? Nah. He'll live. He can regenerate back to normal."

In turn, the head responded. "Don't just stand there! Help me up, you ass!"

"That's good, I guess." 'He kinda reminds me of Kevin, but I don't think Kevin can grow back limbs.' The two remaining giants looked at the oncoming tanks. "Any biosignatures there?" he whispered.

"Scans come up negative for all except the one in the rear," replied Azmuth from the Omnitrix

Humungousaur chuckled. "Good news, big green. The infantry is just empty robots. By the way, name's Humungousaur."

"Hulk. It's time I let loose," he said while cracking his knuckles.

Inside the command center, Ross ordered, "All Hulkbuster units, open fire!"

Several artillery shells fired at Hulk and Humungousaur, and the two dodged or deflected them in return. One of the drone choppers shot down the Hulk while he was airborne. Machine gun fire rained down on both of them, creating a small dust storm, but they weren't strong enough to pierce either of their skins. The two drones stopped firing only to have the Hulk jump through the dust cloud and rip a cannon from its frame. Humungousaur launched several boulders at the second one, sending it crashing to the cliffside. Hulk climbed out of a crater and began to fire rockets at the ground forces. When he ran out of ammo, Hulk threw the cannon at another stray air drone. Meanwhile, Humungousaur started fighting off several Bulk-busters. He grabbed one by the barrel and began swinging it around like a Warhammer.

Back inside the command vehicle, Ross ordered, "Keep firing. Don't let him get away."

Suddenly, a strange voice comes over the speakers. "General Ross, withdraw your men now."

"This is a secure channel! Who is this?"

Hundreds of meters in the air, the ruby-haired spy responded. "Your superior, tovarich. Now back off."

"Time to target: two minutes. We have eyes on the target along with one unknown. Think you can handle it?" the pilot called over the loudspeaker.

Meanwhile, one of the soldiers in the ship readied a bow. "We've had worse."

The two goliaths below continued to decimate the robotic forces. Hulk looked straight at the command vehicles. "Don't think I forgot about you."

Humungousaur just finished off another H-buster and called out to his green ally. "Good job, man. We got all of 'em."

Hulk was still wary of the dino-man before him, but he seemed trustworthy for now. "Yeah…"

"Now we have to speak to this Ross character you mentioned. Civilly, of course."

"Only if he feels the same way…" muttered Hulk as the two walked toward Ross.

After only a few steps, a large ship casts a shadow over them. "Now, who are these guys?" asked Humungousaur. Hulk simply growled.

An arrow with cable is fired at the ground in front of them followed by two bolts to both of their chests. From the ship, an archer in purple rides to the ground while his female companion drops. Facing the two beasts, he smirks. "Tick, tick, boom." The arrows sound before exploding in both of their faces. Fire and smoke engulf Hulk and Humungousaur. To the agents' disappointment, they were completely unharmed.

Hulk glared at the two. "You should both run now, 'cause you just made me angry."

Humungousaur crossed his arms. "Yeah, and you won't like us when we're angry."

While Black Widow adjusted her gauntlets, Hawkeye continued the banter. "Really? 'Cause from where I'm standing, you look more beat up than angry." He slung another arrow from his quiver.

Hulk was about to charge in before Humungousaur held him back. "If we're going to do this, we take them down, not out, Hulk. I may be helping you, but we're not murdering government agents. That only proves their point about us being monsters."

"I know," he replied.

Hawkeye fired an explosive arrowhead on, and Black Widow dove in, After dodging his fists, she shot her stingers at Hulk's bareback. Hulk tried to hit her, but she was too agile.

Humungousaur went after Hawkeye, as he kept firing arrows at the Hulk. Neither reinforced nets, electricity, or ice could stop him. Hulk managed to catch another arrow only for it to explode in his face.

"Remember Hawkeye, Hulk is the main priority," Widow called.

The archer attempted to evade Humungousaurs attacks. "I know, but a giant lizard man makes things a lot more difficult." Before he could fire another shot, a tail whips the breath out of him.

Humungousaur glared at the downed archer. "Stop this attack now, and no one needs to get hurt. More than they are now anyway. Leave the guy alone."

"Not gonna happen." Hawkeye dodged another punch. "We got orders to get you monsters on lockdown."

In the agent's comms, Ross exclaimed, "I told Fury to stay out of this! I've been chasing the Hulk since day one!"

"The chase is over, General," replied Black Widow. She fired another array of stingers at the Hulk. "Sit back and let us do your job for you."

On the other line, Ross gruffed. He turned to his subordinate. "Open fire on the Hulk."

The soldier hesitated. "But, sir, the SHIELD agents- they're right there. That's friendly fire."

The general glared at the defiance. "That's a direct order, soldier. They knew what they were getting into when they took the job. We need results now! Fire!"

The soldier reluctantly began the launch sequence.

Back on the battlefield, Black Widow noticed the movements of the command vehicle. "No. Ross, you are ordered to stand down! Do you hear me? Stand down!"

"That you for your service, agents," Ross simply replied.

Hulk grabbed Hawkeye by the face while Black Widow backed from Ross in slight fear. Humungousaur followed her eyes to see a missile launch straight for them. In a desperate move to save them, he rushed forward in an attempt to tank the blast; however, he underestimated its characteristics.

Luckily, someone did. Time slowed to a crawl. The Azmuth hologram materialized and began to asses the situation. Both Humungousaur and the missile were in mid-air and close to impact. "It's never a dull moment with you, Tennyson." He sighed. "Let's see what we have here." With a wave of his hands, he digitally disassembled the payload. "Interesting, this contains numerous gamma attributes with high potency in a limited blast radius. This Earth has reached level four technology, both commendable yet concerning." He looked back at Humungousaur for a second. "Ben will survive, and he will contain the initial blast. However, the ionizing gamma radiation will go right through him and damage any human tissue nearby." He shook his head. "No. No. This form won't do at all. Initiate DNA override. Activate Ultimate protocol." With that, his hologram disappeared.

Finally, the two object collided and resulted in a burst of blue and green energy. The giant flew out of the smoke, but he looked much different. He became more buff and muscular than before with a green hide. Several armor pieces and spines covered his body. Even his tail looked like a mace. Ultimate Humungousaur crashed and lodged into a nearby rock plateau.

Seeing the structure's instability, Hawkeye shouted in concern to his friend. "Morse, move out of there now!"

His warning came too late as the plateau toppled over and damaged the ships aerial stabilizers. Morse tried to regain control, but it came to no avail. "I'm comin' down!"

Hulk noticed that everyone had eyes either on Humungousaur or the ship. His mind told him that this was his chance to leave; however, a small part of him knew what he had to do.

Hawkeye and Blackwidow watched helplessly as their friend began crashing down. Morse closed her eyes and braced for impact, only it never came. Slowly opening her eyes, she saw the Hulk holding the entire ship from its nose. Next thing she saw was the green dinosaur drop from the rock wall.

"I'm back," Ultimate Humungousaur bellowed. "Nice save, Hulk." Ultimate Humungousaur got into position and caught the other end of the ship. The two giant lowered the jet to the ground. "Okay. Easy, does it." He peered through the windshield "Hey, you okay in there?"

She looked back at the giant green bipedal dinosaur through her window. "Uh. Yeah. Thanks. I guess."

Ross narrowed his eyes at the now green Humungousaur on his monitor. "We've got another gamma beast!"

Hulk closed his eyes to take a breath only to be blasted by another stinger at the base of his neck. He collapsed to the ground and reverted to Bruce Banner.

Ultimate Humungousaur turned in shock at his new friend. "Hulk!" He ran to his body to check his vitals, but the two agents blocked him. "What the heck, man. We saved you guys and your friend, and this is how you treat us in return."

"We're following SHIELD orders for his capture," stated lack Widow.

"Yeah… so stand down, gamma beast or else."

"Gamma beast? What the heck are you guys talking about?"

Before they could answer, Bruce spoke. "You need to go… now. I'll be fine. Save yourself."

"I'm not just gonna leave you with these guys."

"You have to. At this point, it's the only way I can get my answers about the Cube."

'Cube?' "But…" Ben didn't understand why he wanted this.

"Don't worry. No prison can hold me for long. Go! Be free!" At that, he passed out.

While Black Widow secured Bruce, Hawkeye targeted Humungousaur. "You're not going anywhere, freak of nature."

'I can't just leave Hulk to these guys, but he wants to go with them, now. If that's the case, there's only one thing I can do.' "Look over there, a distraction."

The two agents blinked at the attempt. "Did you think that we would fall for that?"

Ben shrugged "Eh, it was worth a shot." He then extended both arms out in a flashy manner. "Alakazam!" In a flash of green light, he disappeared.

The everyone nearby blinked at the scene before Hawkeye spoke up. "Please tell, me that didn't happen."

"That the dino-man was a wizard and teleported away?" asked Morse from the jet.

Hawkeye scoured the distance but found nothing. "Damn… we lost him!"

Widow shook her head before she lifted Banner onto her back. "Forget it, Clint. We've got Banner, and that's all that matters."

"Fine. Let's get this over with." On the way to the jet, Clint looked at the unconscious banner couldn't help but have questions about the Hulk. He was supposed to be a monster, but he willingly saved Morse. 'This day gets weirder and weirder.

Soon, all military personnel began to vacate the area. If the agents had a microscope, they would have noticed that the unknown creature never left. From behind a small stone, a metallic insectoid flew up and grew a few inches. 'Looks like it's time for me to play spy for a change.' With that, Nanomech flew in the direction of the SHIELD convoy.

* * *

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 **Omnitrix DNA Entry:**

 **Name:** Armodrillo

 **Species:** Talpaedan

 **Home World:** Terraexcava

 **Powers and Abilities:**

Armodrillo has incredible digging capabilities and enhanced strength, and, due to his armor, Armodrillo has incredible durability. Armodrillo can create destructive earthquakes by placing his hands on the ground and pumping the jackhammer pistons on his elbows. Armodrillo is able to create fissures in the ground. Armodrillo can turn his hands into drills. Using his jackhammer arms, he can create shock waves and can launch objects he is holding

 **Name:** Humungousaur

 **Species:** Vaxasaurian

 **Home World:** Terradino

 **Powers and Abilities:**

Vaxasaurians possess incredible strength and a thick layer of armor-like skin which provides vast resistance to injury and damage. According to Eugene, Vaxasaurians are strong enough to lift To'kustars. Vaxasaurians have the power to increase their body size and mass, which increases their strength and durability further. They can also grow Stegosaur-like plates on their back, a crest on their forehead and spikes on their tail. Vaxasaurians can survive in space for a few minutes. Vaxasaurians are quite agile for their size.

 **Name:** Nanomech

 **Species:** Human, Nanochip

 **Home World:** Unknown

 **Powers and Abilities:**

Nanomech can reduce his size at will, even to microscopic scales. He can return to his original size, but cannot grow any larger. Nanomech can launch green bioelectrical energy from his hands and eye, ranging in forms from beams to orbs. Nanomech can adapt to his opponents very fast, such as sprouting energy tentacles after encountering the Decoy Queen.


	3. Radioactive Truth

**AN:** This is kind of a short chapter, but we'll be heading across the country after this.

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Chapter 3: Radioactive Truth

 **Nevada**

A jet touches down at the facility with Nanomech on its tail. Ben had followed the military convoy for a few hours before they finally reached their destination. "Well, look what we have here." In the distance, Ben saw a large building in the middle of the desert shaped like a cube.

An unconscious Absorbing Man aka Carl "Crusher" Creel, was wheeled in a protective chamber led by various security members. It was a relief that the guy didn't die. The next cart to come out of the cargo bay has a large platform with four metal pillars. Each pillar held a thick chain all connected to the shackles of the being locked in the middle: Bruce Banner.

Nanomech focused his eye lens on him. Bruce looked so defeated. "Sheesh. Why don't they gag his mouth too."

Azmuth chimed in. "I am detecting numerous sources of Gamma Radiation from the facility."

Nanomech nodded. Still microscopic size, he landed on Bruce's cart before the entrance doors closed behind them. As they made their way through the facility, Ben slightly shocked by the diversity of their prisoners. 'Who knew Gamma Radiation had this effect on people."

 **Later**

A blond man was taking a blood sample from a restrained Banner. "You have to believe me, Bruce. With the resources I have here, I will find a cure for you."

"Leonard, don't." Bruce shook his head. "I stopped trying to cure the Hulk a long time ago. I reached out to him. There's a place in this world for the Hulk, but this isn't it."

Leonard placed the blood sample in a metal case. He sighed. "I'm not going to give up, Bruce, even if you have."

As he walked out of the room, the man in purple from the desert walked in. Seeing Bruce's current state, he raised a brow.

Bruce noticed his expression. "Let me guess. You thought I'd be bigger?"

"Funny." Hawkeye placed both hands behind his back. "The Hulk- he's a monster, right? I mean, that's what they told us. That's what everyone thinks. Military and SHIELD have been chasing him for years. He's caused untold destruction. He's a monster."

Bruce glared at him. "What do you think?"

"Why did the Hulk save that ship? I don't know anything about that dinosaur thing that helped after, but the Hulk could've just escaped." Hawkeye sounded unsure of himself. "I saw it. He had a way out, but he saved my crew instead. Why?"

"You're a SHIELD agent, right?"

"Yeah. So?"

"Maybe the question you should be asking is what SHIELD and the Hulkbusters want the Hulk for. Open your eyes. Look around this place. Look at the monsters here. Do you really think the Cube is a jail? And now they have samples of my blood- the Hulk's blood. You think they want to cure me? They don't. They want to make more of me."

Hawkeye wasn't sure how to respond. On one hand, this man was accusing the military of crimes against humanity. On the other hand, the evidence seemed to be pointing that direction. He nodded at Bruce before locking his cell.

Banner sighed. It's been a while since he's been captured. He was about to drift into his own thoughts until he heard someone speak.

"Psst. Hey."

Bruce raised his head in alert and looked around his cell for the source. "Hello? Who's there?" he called out.

A passing guard walked to his cell. "Quite in there!" He continued to do his rounds after Bruce shut up.

The voice came back. "Keep it down. It's enough that they think you're a menace, we don't need them thinking that you're crazy."

"You didn't answer my question," he whispered back. "Who are you? Where are you?" Bruce continued to look around."

"It's me the guy from the Desert. We fought off those shady government guys together."

"Humungousaur?"

"Yes, but not really. You can call me Nanomech. As for where I am, I'm currently inside your ear."

Bruce went wide-eyed. He attempted to reach his ear only to remember that his arms and legs were restrained. "What?" Thinking for a second, he remembered reading an article about a scientist in the states working on shrinking technology. 'Is this guy connected to him?' "How did you get through? We went through numerous security scanners."

Nanomech shrugged. "It helps when you can shrink to a size they can't detect."

Bruce gave up. "So, why are you here?"

"What, you thought that I'd just leave you here to rot or be part of some mad scientist experiment?"

Banner sighed. "I don't want other people involved with my problems. They just keep getting hurt in the end."

"You sound like that happens a lot. You wanna talk about it?"

"No, not really."

"Are you sure? If anything, I can start first. Technically, I'm an alien."

Bruce paused. "You can't be serious?"

"Not joking. I'm been around the galaxy a few times. How else can you me being a dinosaur and now being in your ear?"

"Science does say that there's a high probability of alien life in the universe."

"And it's thanks to science that I can do what I do?"

"And you're on Earth because?"

"An alien can't hang out with the locals? If anything, I help you guys out from time to time. Take your situation before for instance."

After hearing Nanomech's likely true story, Bruce decided to inform him of his situation to an extent. "To put it plainly, I was a scientist working on a Gamma Bomb for the US military. Due to an accident, I turn into to the Hulk when under intense stress."

Nanomech nodded. "Fighting with Hulk, I can tell he's not a bad guy. That agent in purple seems to think so too."

"Yeah, but not a lot of people think the same way." Bruce looked downcast. "They see the Hulk as a weapon they can control and recreate for their agenda. The Hulk just wants to live without getting hunted down. I've been on the run for a long time."

"You miss someone, don't you?"

"What makes you say that?"

"I've seen that look on a dragon looking alien." He could feel Bruce's skepticism. "Don't ask. Anyways, he's been held captive by a fanatical group for over a thousand years, the entire time trying to kill him. When I got his translator and his ship, he wanted nothing more than to kill all of them for revenge."

Bruce was surprised that another being withstood a thousand years of what is essentially torture. Revenge seemed completely reasonable. "Did he?"

Nanomech shook his head. "He almost did, but I simply blocked his way."

"And it worked?" Bruce didn't seem convinced. 'All that anger and rage turned away?'

"I understood why he was angry. Those people stole from him. Kept him from his home, his family. He even mentioned a baby."

Bruce felt a few stabs in his heart as his mind drifted to happier times. He missed her.

"I could have turned into Humongousaur or another alien, but I didn't. I was a human, like you."

'Wait, he's human? Is he some alien-human hybrid?' Bruce saved that thought for later. "Considering you're here to tell the tale, you obviously survived."

"Thing is, he didn't have the heart to hurt me. He's not a monster. He's a mapmaker. He's a man who just wants to go home."

"I see where you're going with this." Bruce sighed. "There is someone I left behind. I'm sure she misses me just as much as I miss her." A brunette figure lingered in his head.

Nanomech nodded appreciatively. "That's the stuff. So, are we just going to stay here or what?"

Banner looked past his cell to the other prisoners and scientists. "Sorry, Nanomech. I can't leave. Not yet."

"Why not?"

"There's more going on here that I need to know. I can't leave this unfinished."

"So, you want me to just leave and probably never see you again?"

"Not exactly." Bruce checked to make sure the guards were far enough away. "If you really are here to help me, then I have a favor to ask."

"What do you need?"

"During my times on the run, I've spent a lot of time researching a cure for my condition. These research notes are stored in caches that only I know about. If they get in the wrong hands, there's not telling what could happen."

"They are that important, huh. Why are you telling me this?"

"Because I need to know if I can trust you. As an alien, you're the fourth person I can trust my condition with."

"Fourth? You really have a limited circle of friends. If you're trusting me."

"If you hadn't noticed, I'm very far from them and without contact to the outside world."

"Good point."

"Like I said before, I wanted to limit my contact with others. The head officers here will likely interrogate me on my research first hand. I won't give anything to them, but they have already started investigating my previous hideouts. I need you to find those notes and destroy them."

Nanomech smirked. "Save the world from a possible gamma weapons arms race? That I can do. Where do I start?"

 **Later**

Finishing his chat with Banner and recording his locations, Nanomech flew out of the cell. "Azmuth, can you believe that they would lock up these guys just to get more power?"

The Omnitrix Azmuth replied back. "After the many years that I have experienced, no, I am not. I have seen civilizations fall due to their own hubris. I'm afraid that the Earth may become one of them."

Nanomech smirked. "Not if we have anything to say about it."

"Before we leave, Benjamin, could you take us to the nearest computer terminal. I will admit that I have not spent much time researching the effects of Gamma radiation. In light of recent developments, I would like to see what they have discovered. Hopefully, we can keep them from destroying themselves."

"Sounds fine to me." It took a while before Ben could reach the lab area. He had to tag along the scientists to get past security. Reaching the lab, Nanomech, went inside one of several terminals. Azmuth took over from there. While this base had state of the art security software, it had nothing on Galvan Quantum computing. With the data recovered, Nanomech made his exit out of the facility.

 **Outside**

Nanomech waited behind the front entrance for the next person to walk through. When they did, he was greeted to the sight of the Purple Archer from before unconscious and restrained. "Whoa. What happened here?" he whispered to himself.

One of the superior officers spoke to his subordinates. "Remember Black Widow's orders. We are to take him to the Vault and in solitary. She will personally interrogate the man. The next prisoner transfer is tomorrow, "

Nanomech didn't understand the situation enough. The archer seemed okay when he was talking to Bruce. He ended up shrugging it off for later. Flying through the Nevada desert, Ben needed to make his way to New York. After a few kilometers, he realized that he forgot something. "Where did I park my car again?"

* * *

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	4. Stronger Than Iron

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Chapter 4: Stronger Than Iron

 **2 Weeks Later,** **New York**

Ben walked through the streets of New York. He had already dealt with several many houses on his journey through the United States. Along the way, Ben met several interesting characters, but that is a story for another day. According to Bruce's information, the last few safe-houses were here in New York. 'This New York is quite different from my own.' As Ben walked around the corner, the smell of food caught his attention. His stomach rumbled in hunger. 'It's been a while since breakfast.' Walking inside,

"Next!" The owner called out as Ben walked up to the counter. "Welcome to Joe's Pizza! What can I get for ya?"

After looking at the menu for a few seconds, Ben shrugged. "I'll have a slice of Pepperoni and Bacon, breadsticks, and a medium Coke."

The older man nodded. "That'll be five ninety-nine dollars."

After Ben paying and receiving his food, he took a seat in front of the shop. He took in the ambiance of the busy streets. 'Today is going to be a good day.'

Suddenly, a large explosion in the distance shakes the entire block. Several people, including Ben, lost their balance. While some people stared at the smoke in the distance, others were checking online to find out what happened.

In the middle of all that, the Alien Hero stared at his food spilled all over the sidewalk. "Dammit..." Looking in the direction of the explosion, Ben narrowed his eyes. "Hello, stress relief."

 **United Nations, New York Office**

Several vehicles have been turned on their sides. Security forces have been pinned down by Hydra agents. In the background, a massive skull mech approaches. Upon arrival, the soldiers look on in fear as their heavy guns begin targeting them. Just as the gun begins charging, a blue repulsor beam impacts it's hull straight on. The heat and force of the attack allowed it to pierce all the way through, causing all of its engines to overload and erupt in fire and smoke.

Iron Man floated in the air, admiring his handiwork. "Timber." As the Skulls tentacles gave away, the main body tumbled into the ocean. With that Tony scanned the battlefield. "What do we got, Jarvis?"

Jarvis answered. "Armor is down to 40% after using the uni-beam which I recommended against."

Tony rolled his eyes. "I meant on the ground."

The Heads-Up-Display highlighted the enemy footsoldiers. "Ah, yes. fourteen HYDRA targets all heavily armed, sir."

"Huh. Maybe I should have brought Rhodey along." He shrugged. "Jarvis, activate external speakers." The Iron Man armor hovered as he gave a message to them all. "Attention, HYDRA goons. You've been trying to take over the world for 60 years. It's not happening."

One of the ground agents lifts up his launcher and fires at the red target.

Tony leans to his left, narrowly missing the rocket. His eyes widened in surprise, "He actually shot at me." All the agents firing on the armor. Tony glared at them "Fine. We'll do it the hard way." Maneuvering through the projectiles, Tony fired an object that soo split into 12 pieces. Each of them quickly latched onto their rifles.

HYDRA soldiers yell in surprise as the devices beeped before detonating and knocking them out. Two agents took cover behind an overturned car before their cover began to rise, revealing Iron Man.

"Hi, there." Tony raised his free hand and blasted the two of them. Still holding the vehicle, he looked over his handiwork. "Wow, they don't make bad guys the way they used to." He threw the vehicle away casually.

"Warning, incoming projectile," Jarvis spoke.

Looking up, Tony saw three strange metal spheres come crashing down around him. Iron Man groaned from the impact. Through the smoke, the strange object took on a different shape. Iron Man recovered in confused. "What was- Jarvis?"

Jarvis interrupted him. "Armor power down to 32%. Recommend recharging."

As the dust cleared, three large Armored Hydra Suits towered over Iron Man, readying their weapons. "Target acquired. Designation: Iron Man. Destroy."

Tony narrowed his eyes at the new enemy.

 **SHIELD Helicarrier, 5 Minutes Earlier.**

A stern black man looked at the screens of the Helicarrier's observation deck. "Update," he ordered.

At a terminal to his right, a young woman complied as she read over the reports. "The Helicarrier is roughly five minutes out at this speed. Our local SHIELD units are under attack and unable to respond."

Director Fury frowned. "That's five minutes too long, Hill. You got any news that's actually useful for us."

"I- I-" Maria Hill stuttered for a moment before more radio chatter came in on her comms. "Sir, Iron Man has arrived on the scene. Wait, we have reports of another bogey approaching the area."

At the mention of Tony and an unknown variable, Fury narrowed his eyes in the distance.

 **Stark Tower**

Tony Stark's loyal secretary and friends Pepper Potts looked out the window to the battle with worry.

"I'm sure he's gonna be fine, Pepper. That armor, it's invincible," Coronel Rhodes assured her.

"I'm not worried about the armor, Rhodey." She sighed. "I'm worried about him. He's all alone out there against the people who stole his technology. Tony is out there all by himself and there's nothing that we can do to help him. I understand why he feels he has to do this. I just don't understand why he has to do it alone."

 **United Nations, Present**

Tony groaned in pain from several energy blasts knocking him to the ground. He managed to push himself back up. "Jarvis, talk to me. Divert all power to shields And analyze that blast."

"Shields not responding."

Tony looked back at the incoming drones. "That's not good." Just as a drill punch came down, Iron Man went airborne, dodging at the last second. At the rear, the Hydra Drone launches five homing missiles. With little maneuvers and repulsor blasts, Tony detonated them all before they made contact. The inventor sighed in relief.

"Alert, new contacts," Jarvis warned.

In the corner of his vision, a purple blur entered the fray. Before Tony could respond, a Drone jumped high enough to tackle the armored genius into the building before landing in the fountain. The Drone recovered first and drove his drill toward's Tony's head. Reacting in time, Tony holds back the rotating arm. "Don't know how much longer I can keep this up, Jarvis." In the background, he noted several explosions and flashes of light. The drill slowly neared his forehead, before a technicolor blast knocks the robot off balance. With the opening, Iron Man rears both fists and punches straight to its torso, launching the enemy into a wall. Tony breathed a sigh of relief as a new form came running up to him.

The strange purple crystalline being extended a hand to help him up. "Sup."

The genius inventor accepted the hand with hesitation. "Thanks for the help, but who the heck are you? A relative of The Thing?"

Not getting the reference, Chromastone grumbled. "Listen, this _thing_ is named Chromastone. I helped save your butt, and as much as I would like to chat, we still have to deal with those things." Chromastone gestured to the robots.

As one was pulling itself out of a building, the other two were pulling themselves out of a crater.

Tony nodded. "Good point."

Over the external speakers, Jarvis chimed in. "Blast analysis completed, sir."

"Really. Now?" Iron Man huffed. "I was almost skewed."

Chromastone interjected. "A friend of yours?"

"Something like that," Tony smirked from under his helmet.

Jarvis continued on. "The targets are HYDRA Dreadnought class robots, but they've been upgraded with repulsor tech weapons."

All joy fell from the genius' face and turned into anger. "That's my tech. HYDRA's using my technology against me?"

"Woah, that's rough." Ben had heard about Hydra during his web searches. It was disturbing how the organization still thrived from World War Two.

"Prep an EMP," Stark sternly ordered.

"Not enough power," answered Jarvis.

The man growled. "Fine, divert power to repulsors."

Chromastone reached out to the armored man. "Dude, you gotta calm down. We need to make a plan."

"This is my plan, Mr. Rubbles" Marching toward the robots, he fired high-intensity repulsor rays. However, before they could impact, a translucent green sphere formed around them, protecting them from the blasts. Stark widened his eyes. "You've got to be kidding me. That's my shielding."

One of the robots managed to flank Tony and readied a punch. However, an energy beam from behind knocked the fist off course. Next thing Tony saw was the Crystal creature grabbing the drone from behind and suplexing it into the ground. "If you're done with your tantrum, maybe we can finally finish this."

Stark ignored him, glared at the other two, and gave another command. "Uni-beam."

Jarvis didn't comply. "That's Ill-advised. I recommend listening to your new companion. Your current operating power is not sufficient to energize the uni-beam." Not ready in time, the other drone grabbed onto him and threw him into an overturned APV.

Chromastone grappled with a drone once more. "Sheesh. Was I ever that stubborn?"

Azmuth scoffed. "Believe me, you were."

Tony recovered from the crash. "I need those shields, Jarvis."

Jarvis relayed the information. "Repulsor shield re-boot sequence already in progress."

"Fine." Iron Man flew above the two drones. "Come on, you pieces of junk. Show me what else you got. Because you probably stole it from me, too."

"Even I wasn't that obsessed about others stealing my work," commented Azmuth.

Chromastone stuck his crystal hand into shielding and absorbed its power. Charged up, he jabbed into the metal hull and pulled out several servos and wires. "Didn't you become a hermit for the longest time."

"That was because of a completely different reason," the Galvan AI rebutted.

Ben rolled his eyes. "Sure." With his free arm, he stuck into the armor and managed to locate its vital circuitry. Powering up his fist, the robot exploded in a rainbow fashion from the inside out. "Onto the next one."

One of the drones started firing optic blasts at Iron Man. He ducked out of the way fast enough for the beams to destroy the second drone's drill arm.

Noticing its damage, the drone activated its flamethrower, scorching the armor red hot.

Strained to compose himself, Iron Man jettisoned himself out of the flames towards the enemy. He grabbed the armor's thick hull before tossing into the concrete.

Tony's armor started scanning the downed armor for something. It's HUD then displayed a device within the robot with the Stark logo. Visibly upset, Tony landed on the robot, jabbed his arm into its chest and yanked it out. The lights of the bot's eyes went out. "Mine."

"Look out!" Chromastone called.

Iron Man turned his head to avoid another optic blast and flew upwards. As Chromastone ran over to assist, Iron Man grumbled as more of his repulsors were deflected by the shielding.

Meanwhile, on an overpass, a Hydra Agent managed to regain consciousness. Seeing a blaster and another downed agent next to him, he picked it up and got ready to fire ar Iron Man. Just as he was about to pull the trigger, another shot was heard, and he felt searing pain across his back before falling back to the floor.

The downed Hydra Agent from before crouched with his pistol smoking. He looked at the injured lackey. "Not yet."

Tony grunted in frustration. He tried an energized punch only for it to be blocked by the shields.

Immediately, Chromastone charged into the robot and grabbed hold. As soon as the shield made contact, it began losing power and faded away. The metallic eyes shined at it blasted the stone creature at point-blank range. Chromastone didn't falter; in fact, his strength grew firmer. The crystals in his body glowed brightly. With enhanced strength, the alien hero crushed the metal torso. "Melt this freak!"

Seeing the opening, Iron Man diverted power to his arms, grabbed a hold of its head, and unleashed it all.

With his hands inside the machine, Chromastone unleashed the stored energy as well. The combined forced caused a massive explosion leaving the heroic duo in a cloud of smoke and rubble.

Chromastone dusted his hands in amusement. "That's the last of them."

Tony stretched his arms. "Yeah. Thanks, I guess."

The alien waved it off. "No prob. I always say, when lives are on the line, it's hero time."

Tony chuckled. "Cheesy, but a bit catchy."

The two shared a laugh before loud engines filled the block. Chromastone blinked in surprise. "Uh. What is that?" He pointed upward.

High in the sky, a large airship cast a shadow over the United Nations building.

Tony rolled his eyes at it. "Sure, now you finally get here."

It didn't take long for armored troops to drop from above and surround the heroes. While Iron Man stood ready to fight, Chromastone stood in the sideline, hoping not to provoke anyone.

The apparent leader of the armored squad spoke with authority. "Iron Man and unknown associate, by the authority of the Strategic Homeland Intervention, Enforcement, and Logistics Division, you are hereby ordered to stand down."

Chromastone crossed his arms and ignore the threat. "Wow. That is a mouthful."

Iron Man shrugged. "I keep telling them that."

The soldier repeated his message. "Both of you, I repeat, stand down, by order of SHIELD."

 **Helicarrier**

The main monitor in the flight desk displayed both individuals. While one screen displayed information about the Iron Man armor, the second screen had numerous errors about the unknown crystal being. However, the screen took note of the hourglass symbol and connected it to reports of the earlier Hulk containment mission.

"Your orders, sir?" asked Maria Hill.

Fury simply raised a brow in interest.

 **United Nations**

Tony sighed in annoyance. "Jarvis, make a note. Remind me not to wake up in the morning ever again."

"Noted, sir," the AI replied.

"How's the uni-beam power level?"

"26.2%. Recharge in progress. With no further energy expenditure, the uni-beam will be available in 2 minutes 42 seconds."

Chromastone walked slowly to Iron Man and tapped his shoulder. "What's their problem?"

Tony gave a hollow laugh. "Hell if I know."

"This is your last warning. Stand down," the commander ordered.

Iron Man scoffed. "Unless you guys are here to thank me for doing your job for you, I'm not in the mood for this."

"Yeah, we just kicked Nazi ass," argued the Alien.

"You'll need to come with us, Iron Man. The same goes for the creature."

"I have a name, you know," grumbled Chromastone.

"I don't think so." Tony narrowed his eyes.

"Are you sure, you know what you're doing?" asked the Alien.

"Uni-beam power is at 52%," the AI updated.

"Jarvis, scan the Mandroids."

The HUD of the Armor scanned several layers of the SHIELD armor before highlighting several pieces. "Alert- seven components of the Mandroid armor are derived from Stark Industries Technology."

"That's some nice armor you got there. Who's your tailor?" Tony mocked.

 **Helicarrier**

"Director Fury, Iron Man just scanned the Mandroid armor. Why would he do that?" reported Hill.

Fury sighed. "Call them back. Tell the Mandroids to stand down. We did not come here to fight Iron Man and his accomplice."

"Sir?" she questioned.

"Do it," commanded Fury.

 **United Nations**

Tony repeated himself and got into a fighting position. "Where did you get that armor?"

"Back away." The troops also got into battle formation.

Chromastone was getting annoyed by these goons only for him to spot movement in the rubble behind them. A familiar green drill raised up high.

Jarvis highlighted the movement as well. "Warning."

"Look out!" "Watch out!" the two heroes warned.

Chromastone and Iron Man quickly charged their hands with energy.

Provoked, the SHIELD operatives retaliated. "Open fire."

While the SHIELD weaponry peppered Iron Man as he raised his arms in defense, Chromastone continued to absorb the energy of the blasts, gathering more energy into his arms. "Get ready!"

Tony strained from the incoming fire. With a free hand, he knocked down two soldiers. "Fire!"

On command, both heroes unleashed massive beams of energy directly into the Hydra Robot. It's metal shell warped from the heat before erupting in a huge explosion, forcing anyone nearby away. The two continued to fire until another explosion occurred. When the light-show stopped, Iron Man got on one knee with his chest smoking. The lights of his eyes dimming.

Chromastone ran to him and supported him to his feet. "You okay, man."

The Armors eyes flickered before he was standing on his own, his system finally rebooted. "I'm fine. I'm fine."

"Good, because I think it's time I made my exit. What about you?"

He shook his head. "No. I'm staying. I've got business to settle with SHIELD." Tony walked to a downed agent. "You all right?" He received only groans of pain. "Good. I need to borrow this." He grabbed onto the helmet and yanked it off cleanly.

"Good luck with that. I'll see you around." Chromastone gave him a thumbs up before flying out of the scene and into obscurity.

It didn't take long for Ben reintegrate with the public and attempt lunch again. He dug into his chicken parma with vigor. Suddenly, the music through his headphones cut off as Azmuth spoke with worry. "I don't like this Ben. This Earth is progressing far faster than it should."

Ben swallowed and wiped his mouth. "I know. Those weapons. That armor. They are level four, possibly level five tech."

"Combine that with their research into Gamma radiation. It seems our suspicions are true that world powers are in the middle of an underground arms race."

Ben nodded solemnly. "Yeah, and I know we're caught in the middle of it."

 **Stark Tower Labs, Later**

Tony stood in his armor on the maintenance platform. "I'm not gonna lie to you, Rhodey. There were three robots this time and guys in robot suits. There was even this crystal guy backing me up. I think he's a relative of The Thing."

Rhodey placed his hands on his waist. "I tried to watch it on TV, but Pepper wouldn't let me.

"She never watches," he said with a shrug.

"I don't need to," she replied smoothly. "I already know you're gonna be late for your meeting."

As Tony walked away from his friends, Rhodey spoke up. "You don't have to do it alone, you know?"

"Do what?" Stark paused.

"All this. Taking on SHIELD. Giant robots. Super-villains. The whole world doesn't have to rest on your shoulders."

"Yeah, it does. I mean, I know you guys are always there for me, but against this?" Tony closed his eyes. "Who's gonna help me?"

"You're not the only one out there protecting others, you know. You said it yourself, that you had help today. Hell, if you gave me armor, I would be out there with you too."

Tony shook his head. "I don't know. Maybe it was only today, but with the way things are going with SHIELD and the world, I can't help but think the only one I can trust to protect you guys is myself." With that, he walked back to his office.

* * *

 **If any of you have any thoughts, please leave it in a review.**

 **Recently, I opened a Pat reon for those who want to support me and my writing. First and foremost, I will never hold my stories hostage for donations.** **I will continue to write when I can.** **If you want to donate towards me as thanks for my fanfiction, then that is very kind of you.**

pat reon.

com/firestorm808


End file.
